Common use of Procedure Upon Termination Clause in Contracts

Procedure Upon Termination. In the event of termination and abandonment by Acquiror or the Company, or both, pursuant to Section 4.1 hereof, written notice thereof shall forthwith be given to the other Party or Parties and this Agreement shall terminate, and the Merger shall be abandoned, without further action by Acquiror or the Company.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Quovadx Inc), Merger Agreement (Battle Mountain Gold Exploration Corp.), Agreement and Plan of Merger (Royal Gold Inc)

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Procedure Upon Termination. In the event of termination and abandonment by Acquiror Parent or the Company, or both, pursuant to Section 4.1 hereof, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger shall be abandoned, without further action by Acquiror Parent or the Company.

Appears in 6 contracts

Samples: Merger Agreement, Merger Agreement (Verint Systems Inc), Merger Agreement (Epicor Software Corp)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Purchaser or the Company, or both, Seller pursuant to Section 4.1 5.2 hereof, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger transactions contemplated hereunder shall be abandoned, without further action by Acquiror Purchaser or the CompanySeller.

Appears in 5 contracts

Samples: Asset Purchase Agreement (Ophthalmic Imaging Systems), Asset Purchase Agreement (Ophthalmic Imaging Systems), Asset Purchase Agreement (Ophthalmic Imaging Systems)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Transferee, the Management Parties or the CompanyContributors, or bothany of them, pursuant to Section 4.1 3.2 hereof, written notice thereof shall forthwith be given to the other Party or Parties parties, and this Agreement shall terminate, and the Merger transactions contemplated by this Agreement shall be abandoned, without further action by Acquiror or the Companyany party.

Appears in 3 contracts

Samples: Transfer and Contribution Agreement, Transfer and Contribution Agreement (Resource Capital Corp.), Transfer and Contribution Agreement (Resource America, Inc.)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror or the CompanyCompanies and the Seller Representative on the one hand, or bothand/or Buyer, on the other hand, pursuant to Section 4.1 hereof2.1, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger shall be abandoned, terminate without further action by Acquiror or the Companyany party.

Appears in 2 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement (Martin Marietta Materials Inc)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror or the Company, or both, pursuant to Section 4.1 hereoftermination, written notice thereof shall forthwith be given to the other Party or Parties Parties, and this Agreement shall terminateterminate upon arrival of such notice to the other Party or Parties, and the Merger purchase of the Equity Interests hereunder shall be abandoned, without further action by Acquiror Purchaser, the Company or the CompanySellers.

Appears in 2 contracts

Samples: Equity Purchase Agreement (American Dairy Inc), Equity Purchase Agreement (American Dairy Inc)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror the Buyer or the CompanyShareholders, or bothas applicable, pursuant to Section 4.1 5.1 hereof, written notice thereof shall forthwith be given to the other Party or Parties party and the transactions contemplated by this Agreement shall terminate, and the Merger shall be abandoned, terminated without further action by Acquiror the Buyer or the Company.. If the transactions contemplated by this Agreement are so terminated: Each party will redeliver all documents, work papers and other

Appears in 2 contracts

Samples: Share Exchange Agreement (Unitech Energy Corp), Share Exchange Agreement (Unitech Energy Corp)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror the Company or the CompanyParent, or both, pursuant to Section 4.1 hereof8.1, written notice thereof shall forthwith be given to the other Party party or Parties and this Agreement shall terminateparties, and the Merger transactions contemplated by this Agreement (including the Merger) shall be abandoned, without further action by Acquiror or any of the Company, Parent or Merger Sub.

Appears in 2 contracts

Samples: Merger Agreement (DJO Finance LLC), Merger Agreement (Colfax CORP)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror or the Company, or both, pursuant to Section 4.1 10.1 hereof, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger and the purchase of the Shares shall be abandoned, without further action by Acquiror or the Company.

Appears in 2 contracts

Samples: Confidentiality Agreement (Celestica Inc), Exhibit (Celestica Inc)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Purchaser or the Company, or bothboth of them, pursuant to Section 4.1 9.1 hereof, the terminating party shall forthwith deliver written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger hereunder shall be abandoned, without further action by Acquiror or Purchaser, the Company, the Stockholder Representative or any other Person.

Appears in 2 contracts

Samples: Merger Agreement, Merger Agreement (Worthington Industries Inc)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Parent, MergerLLC, REG or the Company, or bothall, pursuant to Section 4.1 8.1 hereof, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger purchase of the Purchased Assets hereunder shall be abandoned, without further action by Acquiror Parent, MergerLLC, REG or the Company.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Blackhawk Biofuels, LLC), Agreement and Plan of Merger (Blackhawk Biofuels, LLC)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror the Purchaser and the Merger Sub, on the one hand, or the CompanyCompany and the Representative, on the other hand, or both, pursuant to Section 4.1 hereof9.01, written notice thereof shall forthwith be given to the other Party party or Parties and this Agreement shall terminate, and the Merger shall be abandoned, without further action by Acquiror or the Companyparties.

Appears in 1 contract

Samples: Merger Agreement (Park Ohio Holdings Corp)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Parent or the Company, or both, pursuant to Section 4.1 8.1 hereof, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger shall be abandoned, without further action by Acquiror Parent or the Company.

Appears in 1 contract

Samples: Merger Agreement (Brown & Brown Inc)

Procedure Upon Termination. In the event of valid termination and abandonment of this Agreement by Acquiror Buyer Corp or the Company, or both, pursuant to and in accordance with the terms of Section 4.1 hereof, written notice thereof shall forthwith be given to the other Party party or Parties and this Agreement shall terminateparties, and the Merger Agreement shall be terminated and the Transactions shall be abandoned, without further action by Acquiror Buyer Corp or the Company.

Appears in 1 contract

Samples: Transaction Agreement (Vantiv, Inc.)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Parent or the CompanyShareholder Representative, or both, pursuant to Section 4.1 hereof13.1, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger hereunder shall be abandoned, without further action by Acquiror Parent, Company or the CompanyMajor Shareholders.

Appears in 1 contract

Samples: Merger Agreement (Susser Holdings CORP)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Purchaser or the Company, or both, pursuant to Section 4.1 10.1 hereof, written the terminating party shall forthwith deliver notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger hereunder shall be abandoned, without further action by Acquiror Purchaser or the CompanyStockholder Representative.

Appears in 1 contract

Samples: Merger Agreement (GTT Communications, Inc.)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror the Company or the CompanyParent, or both, pursuant to Section 4.1 hereof8.01, written notice thereof shall forthwith be given to the other Party or Parties parties, and this Agreement shall terminate, and the Merger shall be abandoned, without further action by Acquiror Parent, Merger Sub or the Company.

Appears in 1 contract

Samples: Merger Agreement (Heritage Insurance Holdings, Inc.)

Procedure Upon Termination. In the event of termination and abandonment by the Acquiror or the Company, or both, pursuant to Section 4.1 8.1 hereof, written notice thereof shall forthwith be given to the other Party or Parties and this Agreement shall terminate, and the Merger shall be abandoned, without further action by the Acquiror or the Company.

Appears in 1 contract

Samples: Merger Agreement (Advanced Energy Industries Inc)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Purchaser or the Company, or both, pursuant to Section 4.1 9.1 hereof, written the terminating party shall forthwith deliver notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger hereunder shall be abandoned, without further action by Acquiror Purchaser or the CompanyStockholder Representative.

Appears in 1 contract

Samples: Merger Agreement (PAETEC Holding Corp.)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Purchaser or the Company, or bothas applicable, pursuant to Section 4.1 4.2 hereof, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger shall be abandoned, without further action by Acquiror Purchaser, Merger Sub, the Company or the CompanySellers.

Appears in 1 contract

Samples: Merger Agreement (Schweitzer Mauduit International Inc)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror the Company or the CompanyParent, or both, pursuant to Section 4.1 hereof9.1 (other than Section 9.1(b)), written notice thereof shall forthwith be given to the other Party party or Parties and this Agreement shall terminateparties, and the Merger shall be abandoned, without further action by Acquiror or any of the Company, Parent or Merger Sub.

Appears in 1 contract

Samples: Merger Agreement (IHS Markit Ltd.)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Parent, MergerLLC, REG or the Company, or bothall, pursuant to Section 4.1 9.1 hereof, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger purchase of the Purchased Assets hereunder shall be abandoned, without further action by Acquiror Parent, MergerLLC, REG or the Company.

Appears in 1 contract

Samples: Merger Agreement (Blackhawk Biofuels, LLC)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Buyer or the Company, or both, pursuant to Section 4.1 hereof10.1, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger and the Transactions shall be abandoned, without further action by Acquiror Buyer or the Company. If this Agreement is terminated as provided herein each party shall return all documents, work papers and other material of any other party relating to the Merger and the Transactions, whether obtained before or after the execution hereof, to the party furnishing the same.

Appears in 1 contract

Samples: Merger Agreement (Telex Communications Inc)

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Procedure Upon Termination. In the event of termination and abandonment by Acquiror or Parent and/or the Company, or both, Company pursuant to Section 4.1 8.1 hereof, written notice thereof shall forthwith be given to the other Party or Parties Parties, and this Agreement shall terminate, and the Merger and the other transactions contemplated hereunder shall be abandoned, without further action by Acquiror Parent or the Company.

Appears in 1 contract

Samples: Merger Agreement (Gentiva Health Services Inc)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror or the Company, or both, pursuant to Section 4.1 4.2 hereof, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, terminate and the Merger purchase of the LLC Interests hereunder shall be abandoned, without further action by Acquiror or the Company.

Appears in 1 contract

Samples: LLC Membership Interest Purchase Agreement (Fushi International Inc)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Parent or the Company, or both, pursuant to Section 4.1 hereof, written notice thereof shall forthwith be given to the other Party party or Parties and this Agreement shall terminateparties, and the Merger shall be abandoned, without further action by Acquiror Parent or the Company.

Appears in 1 contract

Samples: Merger Agreement (Serena Software Inc)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Purchaser or the CompanyMember, or both, pursuant to Section 4.1 4.2 hereof, the terminating party shall send written notice thereof shall forthwith be given to the other Party or Parties parties hereto, and this Agreement shall terminate, and the Merger purchase of the Membership Interest hereunder shall be abandoned, without further action by Acquiror Purchaser or the CompanyMember.

Appears in 1 contract

Samples: Equity Purchase Agreement (Omega Protein Corp)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror or the CompanyCompany and Seller on the one hand, or bothand/or Buyer, on the other hand, pursuant to Section 4.1 hereof2.1, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger shall be abandoned, terminate without further action by Acquiror or the Companyany party.

Appears in 1 contract

Samples: Stock Purchase Agreement (Kraton Performance Polymers, Inc.)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror the Company or the CompanyParent, or both, pursuant to Section 4.1 hereof8.01, written notice thereof shall forthwith be given to the other Party party or Parties and this Agreement shall terminateparties, and the Merger Transactions shall be abandoned, without further action by Acquiror any of the Company, Parent or the CompanyMerger Subs.

Appears in 1 contract

Samples: Merger Agreement (Abm Industries Inc /De/)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Parent or the Company, or both, pursuant to Section 4.1 8.1 hereof, written notice thereof shall forthwith be given to the other Party or Parties parties, and this Agreement shall terminate, and the Merger shall be abandoned, without further action by Acquiror Parent or the Company.

Appears in 1 contract

Samples: Merger Agreement (Gener8 Maritime, Inc.)

Procedure Upon Termination. In the event of termination and abandonment of this Agreement by Acquiror Parent or the Company, or both, pursuant to Section 4.1 5.2 hereof, written notice thereof shall forthwith be given to the other Party or Parties party, and this Agreement shall terminate, and the Merger contemplated hereby shall be abandoned, without further action by Acquiror Parent or the Company.

Appears in 1 contract

Samples: Merger Agreement (Harris Corp /De/)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Parent or the Company, or both, pursuant to Section 4.1 hereof, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger shall be abandoned, without further action by Acquiror Parent or the Company.

Appears in 1 contract

Samples: Merger Agreement (Susser Holdings CORP)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror the Company or the CompanyParent, or both, pursuant to Section 4.1 hereof8.1, written notice thereof shall forthwith be given to the other Party party or Parties and this Agreement shall terminateparties, and the Merger shall be abandoned, without further action by Acquiror or any of the Company, Parent or Merger Sub.

Appears in 1 contract

Samples: Merger Agreement (Berry Plastics Group Inc)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror the Company or the CompanyPurchaser, or both, pursuant to Section 4.1 hereof8.1, written notice thereof shall forthwith be given to the other Party party or Parties and this Agreement shall terminateparties, and the Merger Transactions shall be abandoned, without further action by Acquiror or the Company, any Unitholder, Purchaser or Merger Sub.

Appears in 1 contract

Samples: Merger Agreement (PJT Partners Inc.)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Parent or the Company, or both, pursuant to Section 4.1 hereof, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger shall be abandoned, terminate without further action by Acquiror Parent or the Company.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Universal American Financial Corp)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror or the Company, or both, pursuant to Section 4.1 hereof4.4, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger Transactions shall be abandoned, without further action by Acquiror the Purchaser or the CompanySellers.

Appears in 1 contract

Samples: Asset Purchase Agreement (Lubys Inc)

Procedure Upon Termination. In the event of termination and abandonment by Acquiror Parent or the Company, or both, pursuant to Section 4.1 hereof9.1, written notice thereof shall forthwith be given to the other Party party or Parties parties, and this Agreement shall terminate, and the Merger hereunder shall be abandoned, without further action by Acquiror Parent, Merger Sub or the Company.

Appears in 1 contract

Samples: Merger Agreement (Rehabcare Group Inc)

Procedure Upon Termination. In the event of termination and abandonment of this Agreement by Acquiror Parent or the Company, or both, pursuant to Section 4.1 4.2 hereof, written notice thereof shall forthwith be given to the other Party or Parties party, and this Agreement shall terminateterminate (except for those provisions which by their terms survive termination), and the Merger contemplated hereby shall be abandoned, without further action by Acquiror Parent or the Company.

Appears in 1 contract

Samples: Merger Agreement (Glowpoint, Inc.)

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